HERMANUSDOORNS SHAREBLOCK LIMITED AGM June 2006 AGM 2006 1 - - PowerPoint PPT Presentation

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HERMANUSDOORNS SHAREBLOCK LIMITED AGM June 2006 AGM 2006 1 - - PowerPoint PPT Presentation

HERMANUSDOORNS SHAREBLOCK LIMITED AGM June 2006 AGM 2006 1 AGENDA l Welcome and Apologies l Special welcome to all new shareholders l Attendance Register l Notice Convening the Meeting and Quorum Appointment of Referee and assistant to


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SLIDE 1

AGM 2006 1

HERMANUSDOORNS SHAREBLOCK LIMITED

AGM June 2006

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SLIDE 2

AGM 2006 2

AGENDA

l Welcome and Apologies

l Special welcome to all new shareholders

l Attendance Register l Notice Convening the Meeting and

Quorum

l

Appointment of Referee and assistant to administer and count votes

l Apologies and Proxies l MD’s Report

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SLIDE 3

AGM 2006 3

AGENDA … cont

l Presentation of Financial Statements l Ordinary Business

l Resolutions 1,2,3,4,5,6,7 and 8

l Update on Business Plan l General l Closure l Lunch – directly after the meeting

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SLIDE 4

AGM 2006 4

MD’s Report

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SLIDE 5

AGM 2006 5

MD’s Report

l Year Ended Feb 2006 a good year

all-round

l Some Highlights

l Financial

l All Shareholder loans elliminated l Long term levy structure well received and

extended for further 5 years

l Continuous improvement of the Balance

Sheet

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SLIDE 6

AGM 2006 6

MD’s Report - Highlights

l Operational

l Continued improvement of road into the

mountain

l Upgrade and Electrification of fencing l Electricity supply remains a problem

l Eskom related

l Reduction of building activity

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SLIDE 7

AGM 2006 7

MD’s Report - Highlights

l Fauna and Flora

l Above average rainfall l Repetition of the Environmental Study l Further electrification of fences l Good breeding season

l Possibly attributed to the late rains l Post year end capture instead of culling – preferred

method of game management

l Removal of Alien plants - Sekelbos

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SLIDE 8

AGM 2006 8

Game Count

10 20 21 16 6 9 40 40 40 6 90 21 25 110 Jun 06 10 Mountain Reedbuck 20 21 16 6 10 60 40 40 6 110 24 40 220 Feb 06 15 23 15 7 10 38 40 45 5 100 20 35 190 Feb 05 19 19 23 Rooihartebees 12 11 10 Steenbok 40 20 22 Bosbok 2 2 3 Giraffe 14 14 12 Klipspringer 7 9 10 Gemsbok 9 9 10 Zebra 33 24 23 Blouwildebees 25 25 31 Warthog 80 65 86 Kudu 16 13 13 Water Buck 50 30 30 Blesbok 160 125 190 Impala Feb 04 Aug 03 Feb 03 Description

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SLIDE 9

AGM 2006 9

Rainfall History

HERMANUSDOORNS _ RAINFALL

200 400 600 800 1000 1200 mm 50 100 150 200 250 300 mm

Cummulative Monthly

531 1030 338 341 348 572 382 642 98/99 99/00 00/01 01/02 05/06 02/03 03/04 04/05

7 year Annual Average = 523mm 5 Year Annual Average = 459mm 3 Year Annual Average = 536mm

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SLIDE 10

AGM 2006 10

Rainfall History

Annual Rainfall

200 400 600 800 1000 1200

1998/9 1999/0 2000/1 2001/2 2002/3 2003/4 2004/5 2005/6

Year mm

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SLIDE 11

AGM 2006 11

The Key Trend Lines

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SLIDE 12

AGM 2006 12

Levy Income

1 0 0 2 0 0 3 0 0 4 0 0 5 0 0 6 0 0 7 0 0 8 0 0

Ra nd s (R'0 0 0 )

1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 0 2 0 0 1 2 0 0 2 2 0 0 3 2 0 0 4 2 0 0 5 2 0 0 6

Le vy I nc om e

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SLIDE 13

AGM 2006 13

Levy Structure

1 ,0 0 0 2 ,0 0 0 3 ,0 0 0 4 ,0 0 0 5 ,0 0 0 6 ,0 0 0 7 ,0 0 0 8 ,0 0 0 9 ,0 0 0

Ra n ds pe r An nu m

1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 0 2 0 0 1 2 0 0 2 2 0 0 3 2 0 0 4 2 0 0 5 2 0 0 6

Le vy Struc ture

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SLIDE 14

AGM 2006 14

Levy Income - Budgeted

1 0 0 2 0 0 3 0 0 4 0 0 5 0 0 6 0 0 7 0 0 8 0 0 9 0 0

Ra nd s (R'0 0 0 )

1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 0 2 0 0 1 2 0 0 2 2 0 0 3 2 0 0 4 2 0 0 5 2 0 0 6 2 0 0 7

Le vy I nc om e

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SLIDE 15

AGM 2006 15

Investment Income - Budgeted

1 0 2 0 3 0 4 0 5 0 6 0

Ra nd s (R'0 0 0 )

2 0 0 5 2 0 0 6 2 0 0 7

I nve stm e nt I nc om e

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SLIDE 16

AGM 2006 16

Growth in Equity

0 .0 1 .0 2 .0 3 .0 4 .0 5 .0 6 .0 7 .0

Ra nds (M illions)

1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 0 2 0 0 1 2 0 0 2 2 0 0 3 2 0 0 4 2 0 0 5 2 0 0 6

Ca pit a l a nd Re se rve s

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SLIDE 17

AGM 2006 17

Total Debt

2 0 0 4 0 0 6 0 0 8 0 0 1 ,0 0 0 1 ,2 0 0 1 ,4 0 0 1 ,6 0 0 1 ,8 0 0 2 ,0 0 0

Ra nd s (R'0 0 0 )

1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 0 2 0 0 1 2 0 0 2 2 0 0 3 2 0 0 4 2 0 0 5 2 0 0 6

T ota l De bt

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SLIDE 18

AGM 2006 18

Share Price

5 0 ,0 0 0 1 0 0 ,0 0 0 1 5 0 ,0 0 0 2 0 0 ,0 0 0 2 5 0 ,0 0 0 3 0 0 ,0 0 0 3 5 0 ,0 0 0

Ra n ds (R'0 0 0 )

1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 0 2 0 0 1 2 0 0 2 2 0 0 3 2 0 0 4 2 0 0 5 2 0 0 6

Sha re Pric e

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SLIDE 19

AGM 2006 19

MD’s Report … Conclusion

l Thank you to

l The shareholders l The auditors l The Non Execs l My fellow directors

l And I look forward to another great

year

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SLIDE 20

AGM 2006 20

Ordinary Business

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SLIDE 21

AGM 2006 21

Voting Procedure

l All done by Poll l One share – one vote l Counting independently done

l 2 volunteers l Board l Corresponding totals accepted

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SLIDE 22

AGM 2006 22

Ordinary Business

l Ordinary Resolution 1

l Resolved as ordinary resolution

#1 to approve the minutes of the Annual General Meeting Held on 25th June 2005

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SLIDE 23

AGM 2006 23

Annual Financial Statements

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SLIDE 24

AGM 2006 24

Assets

Up by 1%

FLAT

Up by 51% Up by 91%

Down 100%

UP By 1% UP By 38%

Down 21%

UP By 9%

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SLIDE 25

AGM 2006 25

Equity and Liabilities

FLAT

Up by 19% Up by 37% Up by 49%

Down 100%

Up by 6%

UP By 5% UP By 9% UP By 38%

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SLIDE 26

AGM 2006 26

Levies Received in Advance

124,912 1 March 2006 to 28 Feb 2011 1,306,743 TOTAL 297,807 Capital Levy 106,579 1 March 2005 to 28 Feb 2010 78,947 1 March 2004to 28 Feb 2009 694,825 1 March 2006 to 28 Feb 2007

2006 R Period

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SLIDE 27

AGM 2006 27

Revenue

14%

  • 79%

+9%

  • 58%
  • 74%

+459%

  • 7%

+18% 735,018 840,818 TOTAL 884 183 Shop 33,120 32,953 Municipal

  • 3,158

General 23,194 9,596 Game 38,880 10,153 Building Income 9,129 41,802 Investment Income 105,207 97,845 Other Income 629,811 742,973 Levies 2005 2006

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SLIDE 28

AGM 2006 28

Expenses

23,566 31,421 +35% Admin Fees 54,382 80,078 +47% Repairs and Maintenance 19,630 23,500 +20% Auditors +12%

  • 14%

+20% +8%

  • 11%

+25%

  • 20%

+61% +10% Trend 19,630 23,500 Auditor Remuneration 51,623 56,140 Electricity and Water Total Detail 721,318 809,901 69,347 59,926 Other 79,780 71,128 Depreciation 32,604 40,912 Insurance 154,458 123,917 Vehicle Expenses 121,842 197,380 Salaries and Wages 114,086 125,499 Directors Salary 2005 2006

R 65k could have been capitalised

744,901 +3%

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SLIDE 29

AGM 2006 29

Financial Report

l Budget – Feb 2006/7

l Total Expenses

R 810k

l Levy should be

l Operational

R 8,100

l VAT

R 1,134

l TOTAL

R 9,237

l Increase of 14% l No building revenue built in l Relatively cheap in context

ACTUAL R 809,901

As per last year’s Presentation

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SLIDE 30

AGM 2006 30

Financial Report

l Budget – Feb 2007/8

l Total Expenses

R 900,000

l Recoveries

l Investment

R 55,000

l Municipal

R 38,000

R 93,000

l Real Levy

R 807,000

l VAT

R 113,000

l TOTAL

R 920,000

l Per Share = R 9,485 (+6.6%) l Budget 8%

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SLIDE 31

AGM 2006 31

Other issues

l Building Revenue

l Outsourced to contractor

l Defaulted l Farm undertook to complete

l Resumed limited building work

l Late levies

l At 31 March Debtors were R 510k l Lost interest is R 3,500 per month l Three months is more than ONE levy lost

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SLIDE 32

AGM 2006 32

Ordinary Business

l Ordinary Resolution 2

l Resolved as ordinary resolution #2 to

receive and adopt the Company’s annual financial statements for the year ended 28th February 2006, together with the reports of the directors and auditors.

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SLIDE 33

AGM 2006 33

Ordinary Business

l Ordinary Resolution 3

l Resolved as ordinary resolution #3

to re-appoint Russell James and Company (Previously Core Chartered Accountants (SA)) as the auditors until the conclusion of the next Annual General Meeting.

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SLIDE 34

AGM 2006 34

Ordinary Business

l Ordinary Resolution 4

l Resolved as Ordinary resolution 4 to

confirm the appointment of Mrs C Konz as executive director.

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SLIDE 35

AGM 2006 35

Ordinary Business

l Financial stability of the Company

remains a core objective

l To ensure the long term stability of the

company, the board strongly believes that a Capital Reserve be developed.

l Development of a funding mechanism that

provides for the steady build up of this Reserve

l Various options are currently being

  • investigated. These include

l Levy structure l Preferential Shares, in redeemable and convertible

format

P r e s e n t e d a t L a s t A G M

CAPITAL RESERVE

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SLIDE 36

AGM 2006 36

Ordinary Business

l Ordinary Resolution 5

l Resolved as Ordinary Resolution 5 that a

special levy amounting to R3 500, inclusive

  • f VAT, per share be levied and that this

money be solely used for the purchase of a capital related items that are authorised by resolution in a General Meeting

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SLIDE 37

AGM 2006 37

Ordinary Business - Background

l Vehicle Usage

l Too many vehicles on the farm l Consideration and proposal for 2006 AGM as a

resolution:

All vehicles used on the farm –

  • ther than to travel from the gate

to the shareholder dwelling – must be registered with the farm and must be legally registered with the relevant vehicle authorities

P r e s e n t e d a t L a s t A G M

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SLIDE 38

AGM 2006 38

Ordinary Business

l Ordinary Resolution 6

l Resolved as Ordinary Resolution 6 that all

vehicles used on the farm – except those used to travel from the gate to the individual units – be registered with the farm and have the necessary COF.

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SLIDE 39

AGM 2006 39

Ordinary Business - Background

l Visitors

l Un-accompanied Visitors remain one of the

Boards biggest headaches

l Visitors seem to not care for the farm as the

shareholders

l Consideration and proposal for 2006 AGM

as a resolution:

That visitors may only be on the farm if the respective shareholder is present

P r e s e n t e d a t L a s t A G M

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SLIDE 40

AGM 2006 40

Ordinary Business

l Ordinary Resolution 7

l Resolved as Ordinary Resolution 7 that all visitors

to the Farm be accompanied by the shareholder

  • r a “Shareholder Representative”. A Shareholder

Representative is defined to be the immediate family of the shareholder inclusive of children over 18 years of age

l In the absence of the shareholder, the “shareholder

representative” will assume the full responsibility and accountability of the shareholder.

l In the case of a syndicate, the “shareholder

representative” will include all the immediate family members of the of the syndicate members

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SLIDE 41

AGM 2006 41

Ordinary Business

l Ordinary Resolution 8

l Resolved as Ordinary Resolution 8 that the

following limitations and rules will be placed on existing syndicated ownership. No new syndicates will be allowed.

l Syndicated ownership will be limited to 4 (four) partners,

members, shareholders, or beneficiaries depending on the legal structure of the syndicate. All these owners must be registered with Hermanusdoorns limited as the responsible persons for the specific syndicate.

l A variable premium levy would be levied to these

syndicates

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SLIDE 42

AGM 2006 42

Ordinary Business - Background

l

Introduction of a “Non-natural Person” levy

l

Will apply to all shares held by:

l Trusts l CC’s l Company’s l Joint ownership l Partnerships l

Applicable from today

l

Maximum of 4 “allowable” shareholders and these must be nominated

l

Not retrospective unless shareholders wish to elect this – to be tabled at next AGM if this is recommended

l

Will be maximum of 200% of the Non-resident levy – i.e. Double

Presented at Last AGM

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SLIDE 43

AGM 2006 43

Long Term Plans

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SLIDE 44

AGM 2006 44

Director Re-election

l To be tabled at next AGM l Keep stability while allowing “new blood” into

Directorship

l Requires Amendment to Articles of

Association

l We will obtain the required legal and Company

Act input for these changes during the next 12 months

l Phases

l Increase directors to 6 l Rotational re-election of One or Two Directors per

annum

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SLIDE 45

AGM 2006 45

Long Term Plans

l Financial stability of the Company

remains a core objective

l Levy structure now more in line with

budgeted expenses

l Capital levy to be raised from time to time l Other mechanisms still being considered

l Preferential Shares l Etc l Maybe on further land acquisition – if

appropriate

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SLIDE 46

AGM 2006 46

Long Term Plans

l Further Development of Mountain

l Improved Road infrastructure l Provide access to the river l As and when funds permit – self funding

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SLIDE 47

AGM 2006 47

Long Term Plans

l Fauna and Flora Issues

l Key focus on Sekelbos removal

l Great progress made this year

l Development of more sustainable dams

l Building of Hides

l Additional game l Further development as per environmental

study

l Management of Fauna and Flora under

strict guidance from consultants

l Finalisation delayed due to consultants ill health

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SLIDE 48

AGM 2006 48

Long Term Plans

l Continual upgrading of Farm Assets

l Workshop area

  • Complete

l Entrance

  • Delayed

l To be moved closer to the road l Enhanced to improve access control

l Fencing – continuous upgrading and ultimate

electrification

  • Underway

l Upgrading of roads to improve drainage and

reduce water damage

  • Continuous

l Note: all of the above are Capital dependent

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SLIDE 49

AGM 2006 49

Long Term Plans

l Land Expansion

l Still a desire for the Board l Require critical mass for herd development l Could provide better utilization of current mountain

area

l Must be accompanied by “self funding” financial

plan

l Available options

l Westerly direction

l

Section D – to reach the river

l

Section E – to incorporate the river

l Easterly direction

l

Section E

l

Section H

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SLIDE 50

AGM 2006 50

A1 B1 A2 C D E1 E2

750Ha 750 Ha 200 Ha 356 Ha 250 Ha 1250 Ha 159 Ha

G

300 Ha

H I J

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SLIDE 51

AGM 2006 51

General

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SLIDE 52

AGM 2006 52

Proposal

l Received some issues too late to table

and circulate for this AGM

l Proposed by Wessel Hofman Trust l Proposal

l Revisit the acquisition of a generator that will

provide sufficient power in the case of non delivery from Eskom

l Tabled at next AGM

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SLIDE 53

AGM 2006 53

Proposal

l D Botha

l Cleaning Services l Building Sites

l Labour Residence l Toilets l Weekend Building

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SLIDE 54

AGM 2006 54

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SLIDE 55

AGM 2006 55

Satellite

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SLIDE 56

AGM 2006 56

Satellite

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SLIDE 57

AGM 2006 57

Satellite

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SLIDE 58

AGM 2006 58

Satellite

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SLIDE 59

AGM 2006 59

Satellite

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SLIDE 60

AGM 2006 60

Communication Issues

l Full implementation of our website

l Vote of thanks to John and Lorna Hill l Updated regularly

l Notification of meetings will be posted

  • n the web site and correspondence will

be done by email

l Do away with registered and standard post

wherever possible

l All statutory info is available on this

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SLIDE 61

AGM 2006 61

Important Legal Issues

l

Members shall at all times be required to use their firearms as provided for by the relevant legislation from time to time and shall not contravene any laws in so using their firearms

l

Members shall not allow unlicensed persons to drive a vehicle on the property

l

No un-roadworthy vehicles may be driven by anyone whatsoever on the property

l

Neither the Company, nor its directors shall be liable for conduct on the part of members or their families or invitees which contravenes these rules and/or the law THIS STATEMENT IS CLEARLY DISPLAYED AT THE MAIN ENTRANCE AND AT THE SWIMMING POOL AREA

l

It must be noted that anybody who commits a delict in his or her personal capacity is personably liable in respect of such delict and that the Company would in any event not be liable in such instance

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SLIDE 62

AGM 2006 62

Administrative Issues

l Cleaning

l Deposit of R 500 to be paid to initiate service l Accounts payable on presentation of an account in

cash

l Service terminated if outstanding account equals

the Deposit

l Note: No cleaning will be provided on the

weekends – effective Monday

l Electricity

l Must be paid to Farm manager l Cheques payable to Hermanusdoorns l Electronic deposits to Hermanusdoorns,

Confirmation to farm manager

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SLIDE 63

AGM 2006 63

Administrative Issues

l Telephone

l Common courtesy to be given to Farm Manager l Only flag “Urgency” if it really IS urgent l Please try use email wherever possible l Andre’s email is a.cochrane@mweb.co.za

l Don’t send pictures

l Farm Manager weekend

l Norm is week day weekends

l Use of private generators is NOT permitted

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SLIDE 64

AGM 2006 64

Other General

l Theft

l Spate of thefts on farm l An alarm system is available l Request to install radios

l Fire Assist l Intruder alert

l Please be vigilant l Report suspicious activity

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SLIDE 65

AGM 2006 65

Other General

l Dam near the hide

l Swimming Forbidden l Playing is forbidden

l Collection of Wood

l Do Not remove wood from the farm l Buy it from the shop

l Littering

l Please stop l Please stop and pick up litter

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SLIDE 66

AGM 2006 66

Other General

l Entertainment Area and Pub

l Only open on special occasions

l Caravans

l Caravans parked on the property must be in an

enclosed garage and may not be used to house persons on the farm.

l Little correspondence received

l all but two issues have been resolved

l these will be done asap

l Matters to be brought to Board directly and

not through the AGM

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SLIDE 67

AGM 2006 67

Closure

l Thank you for your attendance and input l Please join us for a meal directly after

the meeting

l THANK YOU ONCE AGAIN